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<br />connection with this Agreement, regardless of the form of action (whether in contract,
<br />tort, negligence, strict liability, or otherwise) and regardless of how characterized, even if
<br />such party has been advised of the possibility of such damages.
<br />
<br />10. As a condition precedent to indemnification, the party seeking indemnification will
<br />inform the other party within five business days after it receives notice of any claim, loss,
<br />liability, or demand for which it seeks indemnification from the other party; and the party
<br />seeking indemnification will cooperate in the investigation and defense of any such
<br />matter.
<br />
<br />
<br />Term of Agreement
<br />
<br />11. The term of this Agreement will be for an entire fiscal year, which runs from July 1
<br />through June 30, for the year of the effective date of this Agreement. The Agreement
<br />may be terminated by either party upon thirty (30) days written notice to the other party,
<br />except that, if a party becomes bankrupt or insolvent, discontinues operations, or fails to
<br />make any payments as required by the Agreement, either party may terminate the
<br />Agreement upon written notice.
<br />
<br />Miscellaneous
<br />
<br />12. While Agency follows the guidelines described in Exhibit C and will give each Assigned
<br />Employee safety and standards online training relating to safety, universal precautions,
<br />occupational exposure to bloodborne pathogens, other safety issues and HIPAA
<br />regulations, Client will provide each Assigned Employee with all necessary site-specific
<br />training, orientation and evaluations that may be required by federal, state or local
<br />occupational safety laws or rules, including JCAHO and HIPAA, for members of Client's
<br />workforce. Further, Client will only assign Assigned Employee to work in the clinical
<br />specialty areas in which they are professionally qualified and oriented to work. In the
<br />event of any actual or threatened claim arising out of or relating to the acts of omissions
<br />of the Assigned Employee, Client shall provide Agency written notice of such claim
<br />promptly and, in no event, later than 30 days after Client knew, or reasonably should
<br />have known of such claim
<br />
<br />13. The parties acknowledge that they are equal opportunity employers and agree that they
<br />do not and will not discriminate against, harass, or retaliate against any employee or job
<br />applicant on the basis of race, color, religion, sex, national origin, age, disability, veteran
<br />status, sexual orientation, gender identity, or any other status or condition protected by
<br />applicable federal, state or local laws. Client agrees that it will promptly investigate
<br />allegations of discrimination, harassment, and retaliation. Client further agrees that it
<br />will report to Agency any suspected discrimination, harassment and/or retaliation either
<br />by or against Assigned Employee immediately.
<br />
<br />14. Provisions of this Agreement, which by their terms extend beyond the termination or
<br />nonrenewal of this Agreement, will remain effective after termination or nonrenewal.
<br />DocuSign Envelope ID: 78CB7A35-BD54-48BB-BDBB-5B6DA920511B
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